Basel vs Manchester United

It is the first time since 2005 Sir Alex Ferguson's side has not made it past the group stage and now must content itself with the Europa League, where it faces a potential showdown with City.

Alexander Frei's strike six minutes from time effectively sealed United's fate and, although Phil Jones scored late on, the 2-1 win was enough for Basle to qualify as runner-up in Group C.

Benfica duly wrapped up top spot in the group with a 1-0 win over Romanian minnow Otelul Galati at the Stadium of Light. Oscar Cardozo's seventh-minute goal was enough to seal the Portuguese side's victory.

Roberto Mancini's Manchester City pulled off a fine 2-0 win over group winner Bayern Munich in Group A, but Napoli's win by the same score at Villarreal rendered City's result irrelevant.

Goals from David Silva and Yaya Toure gave City a glimmer of hope but it was always likely to prove an impossible task and Mancini's men will United in the Europa League.

Napoli took until the 65th minute to score its opener against the Spanish side, which finished without a point from its six group games. Gorkhan Inler scored the first and Marek Hamsik made it 2-0 late on.

In a remarkable turnaround in Group D, Lyon joined group winner Real Madrid in the knockout stages after Bafetimbi Gomis scored four goals in a 7-1 win over Dinamo Zagreb in Croatia.

Lyon had started the night with only a faint hope of qualification as it had to hope Real beat Ajax and that it won in Zagreb with a shift of at least seven goals in their favour.

The Dutch side's 3-0 home loss to Real, which finished the group with a 100 per cent record, was only to be expected with two strikes from Jose Callejon sandwiching an effort from Gonzalo Higuain.

If things did not already look bleak for Lyon they got even worse away to Dinamo Zagreb when Mateo Kovacic put the home side ahead on 40 minutes, despite Jerko Leko's early sending-off.

But Lyon responded in emphatic style with Gomis equalising just before half-time and adding three more of his own in the second half, along with strikes from Maxime Gonalons, Lisandro Lopez and Jimmy Briand, to secure qualification.

There were more dramatic scenes in Group B where CSKA Moscow snatched a 2-1 win away to group winner Inter Milan, leapfrogging Trabzonspor and Lille to claim second place.

The Russian side's only hope was that its two group rivals played out a draw while it pulled off an improbable win at the San Siro.

Lille and Trabzonspor duly obliged with a cagey 0-0 draw in France.

Seydou Doumbia gave CSKA hope with a 50th-minute opener but Esteban Cambiasso immediately cancelled that out. CSKA's crucial winner came three minutes from time through Vassili Berezoutski.

UEFA Champions League knockout stage:

Group A:

Winner: Bayern Munich Runner-up: Napoli

Group B:

Winner: Inter Milan Runner-up: CSKA Moscow

Group C:

Winner: Benfica Runner-up: FC Basel

Group D:

Winner: Real Madrid Runner-up: Lyon

Group E:

Winner: Chelsea Runner-up: Bayer Leverkusen

Group F:

Winner: Arsenal Runner-up: Marseille

Group G:

Winner: Zenit St. Petersburg Runner-up: APOEL

Group H:

Winner: Barcelona Runner-up: AC Milan